Stock：WazhouB Code：200706 No.：2016-12
Wafangdian Bearing Company Limited
Announcement of Resolution of the 9th Meeting of 6th Board Session
Our company, the whole members of the board of directors and top managements ensured the truth,
accuracy, completeness, no false record, misleading statement and fatal omit of the announcement.
Ⅰ、The statement of Board of Directors Meeting
1、When and how the notice is sent out
Meeting notice of The 9th Meeting of 6th Board of Directors of Wafangdian Bearing Company
limited has been sent by fax on April12, 2016.
2、The time、place and the way of the Board of Directors Meeting
The 9th Meeting of 6th Board of Directors of Wafangdian Bearing Company limited was held at
WBGC 309 meeting room at 9:00 April 22, 2016.
3、The board members that should attend and actually present
12 board members should attend the meeting but actually 11 members were present. 1 member
appointed representatives to attend the meeting. Mr. Tang Yurong didn’t attend the meeting because
of work and authorized Mrs. Fang Bo on his behalf.
4、The presider and the present member of the Board of Directors Meeting
The Board of Directors Meeting is hold by the Chairman Mr. Meng Wei, 3 supervisor
representatives and 2 senior managers attended the meeting as non-voting delegates.
5、Holding of meeting conforms to regulations of “Corporate Law” as well as “Article of
Association”.
ⅡThe deliberation of the Board of Directors Meeting
1. 2015 annual report of board of directors
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
This proposal should be passed by shareholder’s meeting of 2015;
2. 2015 annual Financial Final Reports (audited)
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
This proposal should be passed by shareholder’s meeting of 2015;
3. 2015 annual report and abstracts
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
This proposal should be passed by shareholder’s meeting of 2015;
The details of the proposal will publish at http://www.cninfo.com.cn;
4. 2015 annual profit distribution plan
Our company decides by consider that: our company don’t dividend payout, give bonus, and turn
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Stock：WazhouB Code：200706 No.：2016-12
accumulation fund to increase subscribed capital.
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
The independent directors express independent opinion on this proposal
This proposal should be passed by shareholder’s meeting of 2015.
5. Listened to the audit committee work report of 2015 annual accountant firm auditing work;
The meeting Listened to the audit committee work report of 2015 annual accountant firm auditing
work;
6. The self-evaluation report for internal control on company.
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
The details of the proposal will publish at http://www.cninfo.com.cn.
The independent directors express independent opinion on this proposal.
7. The proposal of appointing and employing certified public accountants and the
remuneration
The Board of Directors decided to accept the proposal of Auditing Committee that engage shine
wing (HK) CPA Firm as the Internal Control Auditing Firm in 2016, as the Financial Auditing Firm in 2016,
with the Internal Control Auditing charge of 170 thousand Yuan (accommodation charges, traffic charges
and other advanced charges included) and annual report audit charge of 480 Thousand RMB
(accommodation charges, traffic charges and other advanced charges included).
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
The independent directors express independent opinion on this proposal.
This proposal should be passed by shareholder’s meeting of 2015.
8 The proposal of above quota of daily related transaction of 2015 and the prediction of daily
related transaction of 2016
the related directors Meng Wei, Sun Maolin, Sun Najuan, Li Shi, Chen Jiajun, have obviated from
the voting while voting for the relative related issues, and the issues that needn’t been obviated
unanimously passed by the other directors and 0 rejecting vote , 0 abstaining vote;
The independent directors show pre-confirm and independent opinion on this proposal.
This proposal should be passed by shareholder’s meeting of 2015
The details of the proposal will publish at http://www.cninfo.com.cn
9 The first quarter report of 2015.
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
10. Listened to work report of the independent directors;
The details of the proposal will publish at http://www.cninfo.com.cn
11. The proposal of general electing of the board of the directors;
The directors candidates approving vote rejecting vote abstaining vote
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Stock：WazhouB Code：200706 No.：2016-12
Meng Wei 12 0 0
Sun Maolin 12 0 0
Li Shi 12 0 0
Zhang Xinghai 12 0 0
Chen Jiajun 12 0 0
Sun Najuan 12 0 0
Tang Yurong 12 0 0
Fang Bo 12 0 0
The independent directors express independent opinion on this proposal.
This proposal should be passed by shareholder’s meeting of 2015.
12. The proposal of nominating the independent directors candidate;
The independents
approving vote rejecting vote abstaining vote
directors candidates
12 0 0
Zhang Li
12 0 0
Wan Shou
12 0 0
Li Yuping
12 0 0
Wen Bo
After verified by WBC, Mrs. Zhang Li, Mr. Wen Bo, Mr. Wan Shouyi, Mr.Liu Yuping have
independence and the qualification as the independent director.
This proposal shall be present to 2015 Annual shareholder’s meeting to review, and the qualification
and independence of the independent director candidates shall be reported to Shen Zhen Stock Exchange
to record, the proposal can be present to 2015 Annual shareholder’s meeting to review if the verification is
without objection.
The independent directors express independent opinion on this proposal.
13. The proposal of the statement of the nominator and the candidates;
The details can be found in http://www.cninfo.com.cn
14. The proposal of further employing the general management；
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
The independent directors express independent opinion on this proposal.
15. The proposal of further employing the deputy general management and the general
accountant (secretary of the board)；
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
The independent directors express independent opinion on this proposal.
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Stock：WazhouB Code：200706 No.：2016-12
16. The proposal of daily debt restructuring；
The related directors Meng Wei, Sun Maolin, Sun Najuan, Li Shi, Chen Jiajun, have obviated from
the voting while voting for the relative related issues, and the issues that needn’t been obviated
unanimously passed by the other directors and 0 rejecting vote , 0 abstaining vote;
The independent directors show independent opinion on this proposal.
This proposal should be passed by shareholder’s meeting of 2015
The details of the proposal will publish at http://www.cninfo.com.cn
17．The report of withdrawing preparation for the impairment of assets;
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
18. The proposal of overall stripping the automobile transfer case bearing；
The related directors Meng Wei, Sun Maolin, Sun Najuan, Li Shi, Chen Jiajun, have obviated from
the voting while voting for the relative related issues, and the issues that needn’t been obviated
unanimously passed by the other directors and 0 rejecting vote , 0 abstaining vote;
The independent directors show pre-confirm and independent opinion on this proposal.
This proposal should be passed by shareholder’s meeting of 2015.
19. The proposal of holding the 2015 annual shareholders’ meeting
Vote result: 12 approving vote, 0 rejecting vote and 0 abstaining vote;
The notice of 2015 annual shareholders’ meeting will be hold in 18 May, 2016.
The pre-confirmation document and independent opinion will publish at http://www.cninfo.com.cn
III、The documents for future reference
1. The announcement of Resolution of the 9th Meeting of 6th Board Session
2. The 2015 annual audited Reports
3.The 2015 annual Financial Final Reports and the first quarter report of 2016 stamped by the
company and singed by the legal representative of the Company、the principal of charging account
work and the principal of account organization.
4. Audit report of the implementing internal control regulation
5. The opinion of independent director.
6. Pre-confirmation made by independent directors.
Board of director of Wafangdian bearing
Company limited
April 25. 2016
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Stock：WazhouB Code：200706 No.：2016-12
Attachment: The resume of the independent director candidates
1. The resume of the director candidates
Mr.Meng Wei, was born in April 1968, Master Degree Candidate, Bachelor's degree of the university,
the master of management, Senior Administration, engineer joined in the work in August, 1990. He has
successively held the posts of deputy general manager of WBC, the general manager, the labor Union
chairman, secretary of the commission for discipline inspection, the deputy secretary of the party
committee and the director of WBGC. Now he work as the secretary of the party committee and the
chairman of the board of WBGC, the chairman of WBC from August, 2015. He did not hold the company
shares; As yet was untouched by the China securities regulatory commission and other relevant
departments was disciplined by stock exchange; Comply with the required qualifications of company law
and other relevant laws, regulations and rules, and has the qualifications.
Mr. Zhang Xinghai, was born in October 1968, university culture, professor senior accountant. Since
joining Wazhou in 1991, he has successively held the posts of deputy chief accountant and board
secretary of WBC, director, chief accountant and board secretary of WBC, now he is held the post of the
chief accountant of WBGC. He did not hold the company shares; As yet was untouched by the China
securities regulatory commission and other relevant departments was disciplined by stock exchange;
Comply with the required qualifications of company law and other relevant laws, regulations and rules, and
has the qualifications.
Mr. Sun Maolin, was born in December 1964, university culture, researcher professor level senior
engineer. Joined in work in August, 1988, he has assumed as minister of manufacturing department,
minister of Sales & Marketing Department of WBC, minister of Planning and Development Department,
general-manager assistant and deputy director of the Technology Center of WBGC, deputy
general-manager of WBGC. Now he work as the general manager of WBC. He did not hold the company
shares; As yet was untouched by the China securities regulatory commission and other relevant
departments was disciplined by stock exchange; Comply with the required qualifications of company law
and other relevant laws, regulations and rules, and has the qualifications.
Mr. Lishi was born in April 1965, Master degree, senior engineer, joined in work in July, 1988. He
worked as technicians, shop manager, factory vice-manager, factory manager, d vice-general manager
and director of the government. He worked in WBGC since September, 2010. Now he works as
vice-general manager of WBGC. He did not hold the company shares; As yet was untouched by the China
securities regulatory commission and other relevant departments was disciplined by stock exchange;
Comply with the required qualifications of company law and other relevant laws, regulations and rules, and
has the qualifications.
Mr. Chen Jiajun, was born in December, 1967, university culture, economic manager and statistician,
joined in work from August, 1990. He worked as section chief, assistant minister deputy minister and
minister of operation and managing department, assistant general manager and charger of Operation and
managing department of WBGC. Now he works as charger of Operation and managing department and
deputy general manager. He did not hold the company shares; As yet was untouched by the China
securities regulatory commission and other relevant departments was disciplined by stock exchange;
Comply with the required qualifications of company law and other relevant laws, regulations and rules, and
has the qualifications.
Mrs. Sun Najuan, was born in October 1968, professor senior accountant, master degree. joined in
work from September, 1990, she worked as accountant in Financial Division, section leader of Checking
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Stock：WazhouB Code：200706 No.：2016-12
Division of WBGC, general manager assistant of Material Providing Company of WBC, and the general
manager assistant of Sales Company of WBC, the deputy chief accountant of WBGC . Now she works as
chief accountant and the secretary of board of directors of WBC. She did not hold the company shares; As
yet was untouched by the China securities regulatory commission and other relevant departments was
disciplined by stock exchange; Comply with the required qualifications of company law and other relevant
laws, regulations and rules, and has the qualifications.
Mr. Tang Yurong was born in 1962, junior college degree, electrical engineer. He hold the post of
Dealer network development manager in SKF since 1989, director and general manager from 1996 to
2004 in SKF China, global marketing director of industry department in SKF from 2004 to 2007, the
chairman of arcelor auto in SKF China from 2007 to 2008, the global chairman of one bearing brand in
SKF, the senior deputy chairman in SKF Group and the chairman of special enterprise department from
January of 2015 to now, the chairman of SKF China and industry market from May of 2015 to now, the
chairman of industry market Asia from February, 2016 to now. He did not hold the company shares; As yet
was untouched by the China securities regulatory commission and other relevant departments was
disciplined by stock exchange; Comply with the required qualifications of company law and other relevant
laws, regulations and rules, and has the qualifications.
Mrs. Fang Bo, was born in June, 1972, bachelor degree. She has served as auditor in PWC
Accountant Firm since 1994. She joined the SKF(China) Co.Ltd in 1997, used to be finance manager in its
subsidiary company, finance director investment company. Now she occupies the finance manager of
SKF(China) Co., Ltd and Consultation Co.Ltd, and capital department manager in SKF China region. She
held 3500 shares of WBC. She was untouched by the China securities regulatory commission and other
relevant departments was she disciplined by stock exchange; Comply with the required qualifications of
company law and other relevant laws, regulations and rules, and has the qualifications.
2. The resume of the independent director candidates
Mrs.Zhangli, was born in March 16,1960, economic bachelor, Professor of Accountant, Master
Guider, work as a teacher in Jiang Su university of science and engineering management department
since August 1983, currently holds the post of Professor at Dalian Communication university, specially
engaged professor at Dalian enterpriser market and Dalian manager united association. Hold part-time job
as vice economist of Dalian Shantai Technology company limited, financial consultant of Dalian first
clothes factory, associate professor in Dalian enterprise manage cadre training leading team, teacher at
Dalian Profession & Technology College.Currently holds the post of independent director Dahua Co., Ltd.
She did not hold the company shares; As yet was untouched by the China securities regulatory
commission and other relevant departments was disciplined by stock exchange; Comply with the required
qualifications of company law and other relevant laws, regulations and rules, and has the qualifications.
Mr.Wen Bo, was born in 1963, granulated the law major in CUPL, he has hold a post in Dalian
Justice Bureau, now he is the initiate partner of Liaoning Huaicheng Law Firm, the local legislation expert
advisor of Dalian municipal people's congress standing committee, the committee member in expert
advisory committee of major issues of the state-owned assets supervision and administration commission
in Dalian. He did not hold the company shares; As yet was untouched by the China securities regulatory
commission and other relevant departments was disciplined by stock exchange; Comply with the required
qualifications of company law and other relevant laws, regulations and rules, and has the qualifications.
Mr. Wan Shouyi, was born in 1955, granulated in accounting institute of Dongbei University of
Finance and Economics, accounting doctor, Certified Public Accountant, he has hold a post of vice-director,
director, vice-director and director of teaching and research office, vice-president in accounting institute of
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Stock：WazhouB Code：200706 No.：2016-12
Dongbei University of Finance and Economics, now he hold the post of doctor tutor, hold concurrently the
post of chief researcher in internal control and risk management research center of Dongbei University of
Finance and Economics, He did not hold the company shares; As yet was untouched by the China
securities regulatory commission and other relevant departments was disciplined by stock exchange;
Comply with the required qualifications of company law and other relevant laws, regulations and rules, and
has the qualifications.
Mr. Liu Yuping, was born in August 1956, professor. After graduation, he has been teaching at Law
school of Dongbei University of Finance and Economics. Now he assumed as director of Law school
teaching department of University of Finance and Economics and pluralizes the following duties: arbitrator
of Dalian Arbitration Committee, Lawyer of Liaoning Zhenghe Law Firm; Law counselor of Liaoning Dafeng
Real Estate Company, Liaoning Wuhuan Import and Export Company, Economic and Technological
Development Company founded by Dongbei University of Finance and Economics; Vice president of
Liaoning Institute of Constitutional and Administrative Law. He has abundant knowledge of law. Now he
held the position of the independent director in the Hua Dong Numerical Control Limited Company. He did
not hold the company shares; As yet was untouched by the China securities regulatory commission and
other relevant departments was disciplined by stock exchange; Comply with the required qualifications of
company law and other relevant laws, regulations and rules, and has the qualifications.
3. The resume of general manager
Please see the resume of Mr. Sun Maolin in the resume of directors above.
4. The resume of deputy general manager and the chief accountant (the secretary of board of
directors)
Mr. Wang Longjie, was born in February 1962, university degree, high engineer qualification. Joined
in work since December 1987, he has undertaken the following position: the factory deputy manager,
manager of the sixth finished product factory, the factory manager of the seventh finished product factory,
general manager of super-huge type branch, general manager assistant of WBC. Now he assumes the
position of deputy general manager of WBC. He did not hold the company shares; As yet was untouched
by the China securities regulatory commission and other relevant departments was disciplined by stock
exchange; Comply with the required qualifications of company law and other relevant laws, regulations
and rules, and has the qualifications.
Mr. Tan Jianguang, was born in December, 1964, technical secondary school, assistant engineer.
Joined in work in August 1986, he has successively held the posts of workshop director in cage branch,
salesman, section chief, deputy general manager and genera manager of Marketing Departmen, general
manager assistant of WBC, the general manager of railway department, and the general manager of
railway bearing sales company. Now he hold the post of deputy general manager of WBC. Mr. Tan
Jianguang did not hold the company shares; As yet was untouched by the China securities regulatory
commission and other relevant departments was disciplined by stock exchange; Comply with the required
qualifications of company law and other relevant laws, regulations and rules, and has the qualifications. He
did not hold the company shares; As yet was untouched by the China securities regulatory commission
and other relevant departments was disciplined by stock exchange; Comply with the required qualifications
of company law and other relevant laws, regulations and rules, and has the qualifications
Please see the resume of Mrs. Sun Najuan in the resume of directors above.
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